SEC Form 4 · accession 0001225208-18-001820
FULLER H B CO · FUL
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Ebrahim Rezai
Officer — VP, Chief Tech. & Innovation
Period of report
Jan 25, 2018
Accepted (ET)
Jan 29, 2018 · 6:20 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000039368
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | holding | — | — | — | 215 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock Option (Right-to-Buy)F1 | $53.57 | Jan 25, 2018 | A | 12,008 | A | Jan 25, 2019 | Jan 25, 2028 | Common Stock | 12,008 | 12,008 | D |
| Performance Stock UnitsF3,F2,F4 | $0.00 | Jan 25, 2018 | A | 1,268 | A | Jan 25, 2019 | Jan 25, 2021 | Common Stock | 1,268 | 1,268 | D |
| Restricted Stock UnitsF5,F6 | $0.00 | Jan 25, 2018 | A | 1,269 | A | Jan 25, 2019 | Jan 25, 2028 | Common Stock | 1,269 | 1,269 | D |
| Employee Stock Option (Right-to-Buy)F7 | $44.82 | holding | — | — | — | Oct 12, 2017 | Oct 12, 2026 | Common Stock | 3,781 | 3,781 | D |
| Employee Stock Option (Right-to-Buy)F1 | $50.10 | holding | — | — | — | Jan 26, 2018 | Jan 26, 2027 | Common Stock | 13,033 | 13,033 | D |
| Performance Stock Option (Right-to-Buy)F8 | $57.70 | holding | — | — | — | Jan 31, 2021 | Oct 20, 2027 | Common Stock | 34,403 | 34,403 | D |
| Performance Stock UnitsF9,F2,F4 | $0.00 | holding | — | — | — | Jan 26, 2018 | Jan 26, 2020 | Common Stock | 1,413 | 1,413 | D |
| Performance Stock UnitsF9,F2,F4 | $0.00 | holding | — | — | — | Oct 12, 2017 | Oct 12, 2019 | Common Stock | 294 | 294 | D |
| Restricted Stock UnitsF10,F5,F6 | $0.00 | holding | — | — | — | Jan 26, 2018 | Jan 26, 2020 | Common Stock | 1,627 | 1,627 | D |
| Restricted Stock UnitsF10,F5,F6 | $0.00 | holding | — | — | — | Oct 12, 2017 | Oct 12, 2019 | Common Stock | 296 | 296 | D |
Explanation of responses
- F1This option vests in three equal annual installments beginning on the date shown.
- F10Amount includes restricted stock units acquired pursuant to a dividend equivalent reinvestment feature.
- F2These performance stock units convert into shares of common stock on a 1-for-1 basis.
- F3Each performance stock unit represents a contingent right to receive one share of H.B. Fuller common stock. Prior to vesting, the number of units subject to the award will be adjusted based on the company's return on invested capital performance for the applicable year. The number of units may increase to as much as 200% or decrease as low as 0% of the initial number of units depending on the level of ROIC performance. The grant amount is shown at a target level of performance.
- F4These performance stock units vest in three equal annual installments beginning on the date shown upon H.B. Fuller achieving return on invested capital at least at the threshold level of performance in each year of the three years of vesting.
- F5These restricted stock units convert into shares of common stock on a 1-for-1 basis.
- F6These restricted stock units vest in three equal annual installments beginning on the date shown.
- F7This option vests in three equal annual installments beginning on the date shown above.
- F8These performance-based non-qualified stock options vest on the date shown contingent upon H.B. Fuller achieving adjusted EBITDA at least at the threshold level of performance.
- F9Amount includes performance stock units acquired pursuant to a dividend equivalent reinvestment feature.